Airtight's Creation, Special Edition!
by L1701E
Summary: Chapter 6 up! Complete! The re-release of the adventure when the X-Men and Misfits view Airtight's new invention! Read and Review Please! Suggestions needed badly!
1. Invitation to the Pit!

**Airtight's Creation, Special Edition!**

**Disclaimer: Red Witch owns Trinity, Xi, and Althea. GI Joe, the X-Men and the rest of the Misfits are Marvel's. I own Starchild, Darkstar, and the new Joes that are appearing here.**

Chapter 1: Invitation to the Pit!

**Xavier Institute**

"PIETRO, GO AWAY!!!!!" Scott Summers screamed. The X-Men were just settling down for breakfast when Pietro Maximoff, aka Quicksilver of the Misfits, teleported in and started gobbling.

"Every morning, the same thing." Jean Grey grumbled. "The Misfits join us for breakfast." A glob of applesauce landed on her face. The rest of the reformed mutants teleported in, except for two, alongside Recondo, Shipwreck, Cover Girl, and a Joe with many unusual hobbies.

"Airtight!" Beast hopped up and shook the other Joe's hand. "Good to see you."

"Nice to meet you too, Dr. McCoy. Where is the muffin creature you talked to me about?" Airtight smiled. "I'd love to take a look at it."

"In my lab." The blue gorilla-like mutant and the Joe went to Beast's lab to study the muffin creature.

"How were you able to prevent it from going stale?"

"Hi honey! Miss me?" Shipwreck winked at Ororo.

"Like a wooden table misses a termite." Storm groaned. A certain black-haired mutant teleported in, dressed like a glam rocker, and carrying quite a few bags from a fast-food place. He also carried five red roses.

"Bonjour, mes amis!" Paul Stanley Starr, the Misfit codenamed Starchild, greeted with a smile.

"Hi Paul." Jean, Tabby, Amara, Rogue, and Kitty greeted sweetly.

"Go home, Paul!" Scott, Remy, Ray, and Peter growled at the same time.

"Be nice, Scott!" Jean snapped.

"Like, he's been nothing but nice to everyone! Why do you four have to be so mean to him?" Kitty said.

"I went to the McDonalds near the base and I got breakfast for everybody." Paul grinned. "I got salad for Kitty because she's a vegetarian and stuff." Starchild went around the table, handing out food. He also handed a rose to each of the girls.

"Thank you, Pauly." Kitty said. She glared at Peter. "See? Paul's nothing but sweet."

"Sweet as a lemon." Peter grumbled.

"Paul went to all that trouble, swamp rat!" Rogue snapped after Gambit snatched his McD's from Paul. "You could at least say thank you!"

"Okay, thank you for the food, now GO AWAY!!!" Gambit snapped at Paul. Rogue punched him. "OW!!"

"What's your damage, Gambit?" Paul asked, imitating Winona Ryder.

"I personally would like Paul for breakfast." Tabby grinned.

"If it involves putting him in an oven, I'm in." Ray grumbled. Tabby kicked him. "OW!!"

"Be nice!" Tabby glared. Bobby, Kurt, Sam, Roberto, and Jamie (who still was glammed-out) gave Paul high-fives. Even Lockheed was happy to see Paul. The little dragon gave Paul a nuzzle. "I don't understand why you, Cyclops, Colossus, and Gambit hate poor old Paul. He's a sweetheart!"

"He's a no-good razzum-frazzum…" Ray started mumbling and growling. "OW!" Tabby broke a plate over his head.

"Put on the news!" Paul interrupted excitedly. Logan turned on the news.

"Yesterday, the GI Joe-trained team of mutants known as the Misfits helped bring the slippery Viper to justice. Viper, real name unknown, was wanted in several countries for a string of mutant assassinations that ran for almost three years. Ever since their first appearance, the Misfits have gained much popularity." Logan turned off the TV, jaw agape.

"You crazies are _media darlings?!_" Logan asked.

"Yup. I got an offer to do a cover of Teen People." Pietro grinned.

"You believe how many letters Lance gets from lonely girls." Todd quipped.

"Why doesn't he just go to them instead of Kitty?" Peter smirked.

"DIE!" Lance tackled Piotr, smashing him through a wall. The two mutants started brawling.

"Did I ever mention I love this place?" Paul grinned, chowing down on a hash brown. Blob teleported in, carrying many bags.

"I got my breakfast!" Blob grinned. "Happy, Rogue?"

"Very." Rogue rolled her eyes.

"Two new Joes came into the group today." Cover Girl smiled.

"From Jolly Olde England." Pietro quipped in an English accent. "One of them was in something called MI5."

"From ze James Bond movies. MI5 is ze English version of ze CIA." Kurt explained.

"They were also both in the Royal Air Force." Wanda added.

"They should be on their way right about…" Cover Girl looked at her watch as two figures teleported in. "Now." The X-Men looked at the two figures. The first one was a muscular guy, around 6'10". His long brown hair was put in a ponytail. His brown eyes were hidden under dark sunglasses. He wore a white London t-shirt. He had a black bomber jacket with the RAF logo and the Union Jack on each shoulder. The sleeves had been rolled up, revealing a studded bracelet and black biker gloves. He had on tight blue jeans and white tennis shoes. Next to him was a bulldog with a Union Jack bandanna and a spiked dog collar around its neck. "That's Corporal Bryan Dawson. His codename is Bulldog."

"How do you do, Yanks?" Bulldog nodded, smiling. His voice had a thick London accent. He gestured to his pet bulldog. "Me pal, Davey Boy." The bulldog barked.

"Like, he's so cute!" Kitty petted the dog. She started cooing. "Like, yes you are. Yes you are, yes you are. You are such a cute little doggy." Davey Boy happily licked Kitty's face.

"I don't know why people think bulldogs are cute. Those things are butt-ugly." Scott grumbled. "OW!" Jean hit him with a wooden spoon.

"I named 'im after the late wrestler. Had 'im since I was a pup. Right here's my little sister, Corporal Hannah Dawson. She's called Lionheart." He motioned to a beautiful raven-haired woman who looked like she spent some time at the gym herself. Her body was muscular, but it was still curvy, like a feline. Her wavy hair was in a high ponytail, similar in style to Kitty's. Her green eyes were covered by a pair of mirrored shades. She looked like a punk rocker, wearing a Clash t-shirt with the sleeves ripped off, and a roaring lion's head tattooed on her left shoulder. She had on blue jeans that were shredded at the knees, black boots, a white studded belt, and a black spiked collar and a red bandanna around her neck. Her black hair had blond tips.

"How you doin'?" Her English accent was thick, making her voice sound a little gruff, but cultured. "Nice to meet you all. We heard about you guys."

"Great. Two new Joes." Scott groaned.

"They're special." Cover Girl grinned. "Show 'em." Bulldog walked outside, Lionheart following her brother. The mutants followed them. Bulldog walked to the X-Van and lifted it with one arm. Lionheart's fingernails glowed bright blue, and they turned into energy blades. "They're mutants. Bulldog has superhuman strength, and he can telepathically communicate with any member of the dog family. Lionheart can telepathically communicate with any member of the cat family, and she can charge her fingernails up with energy, turning them into 'laser claws'."

"Saved my butt on numerous occasions." Lionheart grinned.

"Wow." The X-Men's jaws dropped.

"Ha **ha****!**" Lance pointed at Scott. "Bulldog and Lionheart aren't just pretty faces. They're also tough."

"Lionheart beat up all the Renegades in a couple minutes." Althea said.

"It was a sight to see." Xi remembered. "All the Renegades were trying to get a date with her."

"I said I'd go on a date with the Renegade who can beat me in a fight. They accepted, and I fought them one-by-one. I beat 'em. I felt sorry for them, so I gave them a second chance. I let them all come at me, and I beat 'em." Lionheart shrugged. "They weren't so tough."

"You should've seen it! The Renegades haven't left the gym since." Althea laughed. "Tauros screamed at the sky." She turned to Paul.

"I shall win Lionheart's love at all costs!" Paul imitated the Eastern European Renegade. The Misfits burst out laughing at Paul's imitation.

"Anyway, you won't believe what happened in the Pit today." Recondo sighed. "King of the Crazies invented something today."

"King of de Crazies? Dat describes half de people in de Pit!" Remy said.

"I mean Airtight." Recondo replied. "The nutball said he invented something, and he wants everyone to see it."

"What is it, a love potion?" Shipwreck mocked.

"GI Joe don't need one! They got a human love potion right there!" Ray snapped, pointing at Paul.

"What do you think about that, miss…" Bulldog turned to Storm.

"Ororo Munroe. I am known as Storm." She replied.

"Ah." Bulldog took her hand. "Enchanted." He kissed her hand. Storm let out a small giggle. "Shipwreck always talked about you, but his description pales in comparison to your real beauty."

"Oh big brother, you're always pulling that bloody old 'knight in shining armor' bit." Lionheart laughed at her older brother's antics.

"Hey wait a minute Bulldog…" Shipwreck raised his fists, but Althea stopped him.

"You should watch and learn from him, Dad." Althea laughed. "He seems to know what women like."

"My brother tends to think that he's a knight at times." Lionheart shook her head.

"We are representing Great Britain here, Sis." Bulldog grinned. "And besides, you do know there are a couple knights in our family history."

"Yeah, but you think you're bloody related to Sir Lancelot." Lionheart groaned.

"Look, can we see Airtight's stupid invention so you Misfits can go away?" Jean groaned.

"Paul can stay." Rogue said. "He's sweet."

"Yeah, Paul can stay." Jean smiled. Scott's face turned red and he bared his teeth.

"Rrrrrrrrrrrrrr…" Cyclops growled under his breath.

**The Pit**

The X-Jet arrived at the Pit a couple hours later. The X-Men groaned as they walked to the Joe auditorium.

"After you, ladies." Paul and Bulldog held open the doors for Storm and the X-Girls.

"Thank you." They all said sweetly to the Joe and the Misfit.

"Watch it Bulldog." Shipwreck warned the British Joe.

"You watch yourself, you old seahorse." Bulldog smirked back.

"Got a plan to take care of Starchild?" Gambit asked Scott, Ray, and Peter.

"There's bound to be an opportunity here." Scott smirked. "And when we find it, it'll be Operation: Death to Starchild."

"Here, here." The other boys agreed. Once inside, the X-Men ended up witnessing a typical Joe meeting.

"Leatherneck! Wet Suit! Can't you two get along for five seconds?" Hawk snapped from the podium.

"No sir!" The marine and the SEAL saluted Hawk respectfully. They then went back to their argument.

"AC/DC!!!" Leatherneck shouted.

"Metallica!" Wet Suit shouted back.

"AC/DC!!!"

"Metallica!"

"AC/DC is the greatest hard rock band!"

"Metallica could blow 'em off the stage!"

"If there was no AC/DC, there'd be no Metallica you dumb gyrene!"

"Metallica plays faster and harder than AC/DC ever could, Jarhead!"

"AC/DC has more rock classics under their belt!"

"Metallica isn't a bunch of old farts!"

"I don't see what they're arguing about." Paul scratched his head. "Everyone knows Kiss is the hottest band in the world. They say it themselves."

"Good thing neither of those clowns heard it." Lance whispered to Craig.

"Mm." Craig nodded his head.

"Watch it Starchild, you're treading on very thin ice here!" Wet Suit warned.

"Yeah, the only thing great about Kiss is their stage show!" Leatherneck snapped.

"Wow Paul, you got them to agree on something." Xi rolled his eyes.

"It's a miracle. Hallelujah." Hawk shook his head.

"Never mind." Paul sighed, waving his hand.

"Are you two crazies finished?" Hawk grumbled.

"Just start without 'em. They probably won't contribute anything useful anyway." Beach Head groaned.

"SHUT UP BEACH HEAD!!!" Everyone snapped at the Ranger.

"Hmph." Beach Head grumbled. "At least you still love me, Sergeant…" Beach Head turned to the seat next to him and his eyes widened. "Sergeant Snuffles? SERGEANT SNUFFLES!!! WHERE ARE YOU?!?!?!" Beach Head frantically searched around his seat. He then heard snickering. "Wha--?" He looked up and saw Tripwire and Short Fuse sneak away with his beloved teddy bear. "GET AWAY FROM MY BEAR!!!!"

"Aw shoot! Run dude!" Short Fuse yelled. The two Joes ran off, Beach Head after them with steam coming out of his nostrils and ears. He screamed like an enraged bull.

"Hoo boy." Hawk sighed. "Anybody else wanna try something stupid?" Hawk groaned.

"SHIPWRECK, GET AWAY FROM ME!!!!" Ororo screamed.

"OWWW!!!!" Shipwreck held his face as Bulldog punched him out. "THAT'S IT!!!" Shipwreck tackled Bulldog. The LA-born sailor and the London-born pilot started brawling. The other Joes started trying to break it up. Hawk sighed.

"Airtight, this is as much attention as you're gonna get. Hope they actually hear a word you say." Hawk groaned, giving up. He left the podium and Airtight smirked. He pulled out a megaphone from his jacket.

"**_QUIIIIIIIIIIIIIIIIIIEEEEEEEEEEEEEEEEEEEET!!!!!!!!!!!!!!!!!!!!!_**" He screamed into it.

"OWWWWWWWWW!!!!!! MY EARS!!!!!" Everyone else screamed.

"Airtight, don't ever do that again! OW! I got another headache." Lance moaned.

"Sorry." Airtight apologized innocently. "Anyway, Wolverine and Jinx volunteered to bring out my new invention, so…" Airtight waved to the stage, their cue. However, they didn't wheel out the invention. Airtight wondered what went wrong. He ran backstage, and then he wheeled out the invention himself ten minutes later. "Wolverine and Jinx are…indisposed." The other Joes snickered.

"I bet they are." Pietro chuckled. The invention was about ten feet tall, covered by a white sheet.

"Okay! Here it is! My latest invention! Behold!" Airtight threw off the sheet. The X-Men, Misfits and the other Joes looked in shock and awe at Airtight's creation.

"Okay Airtight, how much Jolt Cola did you drink this morning?" Hawk blinked.

What did Airtight create? What horrible fate has been cooked up for Starchild by Berzerker, Gambit, Cyclops, and Colossus? Where was Xavier through all of this? Find out next time as we view Airtight's Creation!


	2. Cobra plots and GI Joe Madness!

**Airtight's**** Creation, Special Edition!**

Chapter 2: Cobra Plots and GI Joe Madness!

**The Joe auditorium**

"Behold!" Airtight threw off the sheet. The X-Men, Misfits and the other Joes looked in shock and awe at Airtight's creation. "The Samurai-Tron!" Airtight grinned happily at his invention. It looked like a real-life samurai, around 6'8". It was all silver and it carried a pair of katana blades. Airtight held up a remote control. "I was inspired by my interest in Japanese culture…"

"Among other things, like moss, wrestling, the shapes of dog ears, and the study of muffin creatures." Lionheart quipped, causing the other Joes to laugh. Airtight shook his head.

"Okay Lionheart, I get the point. I have too many hobbies. I **looooooooooooooooove** it! Anyway, I was also inspired by Japanese anime…"

"Like what, Sailor Moon?" Lionheart quipped. The other Joes really started laughing.

"No actually, the ones with big robots." Airtight answered.

"That only narrows it down to 98% of all anime." Lionheart quipped.

"Man, your sister has a joke for everything." Pietro told Bulldog.

"Told ya. She's got a fast tongue and even faster fists." Bulldog grinned. Davey Boy started sniffing the robot. "Oi! Davey Boy!" The Brit whistled. "Get on back 'ere!" The bulldog complied.

"She must be a riot at parties." Pietro laughed.

"Your dog is very obedient." Ororo noted.

"Me powers help." Bulldog grinned. "It's also because I don't think of Davey Boy as me pet. He's me brother, and we've always backed each other up. I trust him and he trusts me." Davey Boy looked up at Storm.

"Hey!" Ororo exclaimed. The bulldog had just jumped on her and started giving her face a tongue bath.

"He likes you." Bulldog grinned.

"Hey, _I'm_ the one with the invention here!" Airtight waved his arms. "Yoo-hoo! Hello? Do I have to put on a kilt and dance?"

"Alright, go ahead. If we're lucky, it'll just blow up." Pietro grinned.

"Anyway, I built this robot to help Joes with guard duty. It doesn't need to eat, sleep, or take breaks. With its early warning system, it can alert the Joes. With this remote, a Joe can get it in position and ready for battle. Artificial Intelligence subroutines in the robot's CPU allow it quick analysis of enemy movements and formulate appropriate defenses."

"Smart, and to the point. Would be nice if he was human." Wanda joked. Lionheart burst out laughing.

"Lionheart's been teaching Wanda the fine art of comedy." Paul said to the X-Men.

"Shut up Paul." Scott grumbled. Jean punched him. "Ow!" Meanwhile, Bulldog was impressing Storm.

"You're from Kenya, huh?" Bulldog asked.

"Yes I am." Ororo responded.

"I went to Kenya. Beautiful country. People there are really nice." Bulldog remembered. "One tribe I saw talked about a white-haired goddess. That wouldn't have to have been you, now would it?"

"Yes, my powers made me a goddess in their eyes."

"Are you sure that was not the only reason?" Bulldog asked. "I mean, you do have the looks of a goddess." Storm found herself blushing. Shipwreck pouted.

"You do have the looks of a goddess." Shipwreck mocked. "Razzum frazzum why I oughta…" The sailor started mumbling and growling.

"Hope you're watching and learning, Dad." Althea grinned. "Storm apparently finds something interesting about Bulldog."

"He's worse than Burke." Shipwreck grumbled.

"By the vay, how is my dad doing?" Kurt asked.

"He's been doin' more spying. Particularly on women in the shower." Shipwreck smirked.

"Who does he think he is? That dude from Porky's?" Paul joked.

"Which one, Pee-Wee, Tommy Turner, or the other guy?" Lance blinked.

"It seems that a lot of people do have a lot of hormone control problems around here." Craig noticed Lionheart blowing kisses at Barbecue. The Boston fireman blushed and sunk into his seat in the back. "Get down!"

"No." Lionheart said in a pouty tone. She then gave Craig as raspberry and went back to her flirting.

"What was that all about?" Scott asked.

"She's had a crush on Barbecue ever since she first saw him." Todd explained. "It's pretty funny watching him try everything to avoid her."

"One time, he jumped in a barrel full of oil to hide from her. He ended up getting set on fire." Xi laughed. "He looked like a flaming chicken with a Boston accent."

"AH!! HELP ME!! HELP!!!" Paul imitated Barbecue, to the amusement of the Joes.

"Ugh. Can I finish?" Airtight groaned. The other Joes, X-Men, and the Misfits quieted down. As Airtight explained his invention, no one noticed a small fly flying around.

**Cobra****Island******

"So, the Joes have invented a new defense mechanism." The Baroness looked at the images that the metal fly in the Pit was sending. She, Destro, Major Bludd, Cobra Commander, and another person were there.

"Indeed. The X-Men and the Misfits are there in full force." Destro observed. "They tend to fight amongst themselves greatly, but they will band together only with necessity."

"We must obtain that metal warrior!" Cobra Commander yelled. "If we can crack its technology and combine it with our BATS, we will be unstoppable!"

"I think that metallic samurai is an insult!" The figure snapped with a thick Japanese accent. He was clad in silver armor, designed to look like traditional Japanese samurai armor. The chest plate had a red design that resembled the Japanese flag. "A machine cannot duplicate the true grace and power of the samurai!"

"The Joe did say he was inspired by an interest in Japanese culture, Harada." Destro said to the samurai. "He probably felt it was a tribute."

"I do not feel honored by his 'tribute'!" The silver-clad figure snapped.

_Kenichiro__ Harada._ Cobra Commander thought, looking at the silver-clad man. _Also known as the Silver Samurai.__ A mutant samurai with the power to channel the elements through his katana._

"You drag me from my Yashida clan affairs for a challenge, and it is a bunch of **children?!?!?!**" The Silver Samurai seemed to not like this idea. "Even if they are fellow mutants, their powers are weak. Immature."

"I think not. They may be young, but the X-Men and the Misfits are quite practiced. Not to mention three Joes are mutants. Low Light can transform his body into any substance. The two new recruits are also mutants. Bulldog possesses superhuman strength and the telepathic ability to communicate with any member of the dog family. His younger sister Lionheart can telepathically communicate with cats, and can transform her fingernails into energy claws." Destro told the mutant samurai.

"I have nature under the power of my blade. No mutant can match my powers."

"The mutant called Storm comes close. She can call upon the elements to do her bidding." Baroness replied.

"Bah!" Harada scoffed. "You do remember that Cobra has been working with my clan. I can easily withdraw our business arrangement."

"You'll have to talk to Tomax and Xamot about that." Destro said. He found a katana edge under his chin. Silver Samurai stared at him intensely under the helmet.

"Enough!" Cobra Commander screamed. "Silver Samurai, we asked you to help us on this mission so you can distract the mutants while we get the robo-samurai!" Silver Samurai sheathed his katana. Destro breathed a sigh of relief.

**The Pit**

After the meeting, usual business occurred. Scott, Remy, Peter, and Ray were plotting. The X-Girls were chasing Paul. Lionheart was chasing Barbecue. Trinity was chasing Jamie. Shipwreck was chasing Ororo only to get chased by an angry Bulldog. Davey Boy was biting Shipwreck's leg.

"I'm tellin' ya." Craig said to Bobby. "There's a lot of hormone control problems here."

"And girls lament about guys acting like this." Iceman joked.

"Shipwreck, leave me alone!" Ororo screamed.

"You know you want me, sweetheart!" Shipwreck cried out.

"She said leave her alone, you old pervert!" Bulldog snapped.

"KISSING TIME!!!" Trinity chorused.

"HELP ME!!!!" Jamie screamed.

"Man, no wonder the Misfits love it here. It's a madhouse." Bobby thought as he watched Barbecue try to get away from Lionheart.

"Come 'ere, hot stuff!" Lionheart squealed.

"Help! Crazy Englishwoman after me! Crazy Englishwoman after me! Save me! For the love of God, someone save me!" Barbecue cried for help.

"Where can we get a _bowling ball_ on a _military base?!?!_" Ray snapped at Scott.

"This is the Pit we're talking about! I wouldn't be surprised if they had a whole **alley** around here!" Scott snapped back.

"Can't we just chase him?" Remy pointed at the squealing X-Girls.

"Okay." Peter agreed. The four boys started going after the girls, cursing out Paul.

"The Pit is no place for someone who is sane." Craig mused out loud, watching Roadblock bang his head on a wall.

"Yeah." Bobby agreed with Darkstar.

"OWWWWWW!!!!!" The X-Boys screamed in pain. Iceman and Darkstar watched the X-Girls beat up the X-Boys.

"Ewww. That's not right." Bobby cringed.

"I had no idea the human body could be twisted in such ways." Darkstar tried not to snicker.

**Extensive ****Enterprises Building****, ****New York****.******

At Extensive Enterprises, Tomax and Xamot were sitting in their office, bored out of their skulls. The two twins were watching TV.

"Is there…" Xamot wondered.

"Anything on?" Tomax groaned. He looked over a TV guide. He then started thinking. "That show's lame. That show's really lame. Seen that episode. Hate that episode. Can't stand Celine Dion. Who'd make a documentary about cheese?"

"Anything good on?" Xamot asked.

"No. Try news." Tamox said. Xamot turned on the news.

"The Misfits, the GI Joe-trained team of mutants, have done what international law agencies thought was impossible. They brought down the mutant-killer known as the Viper." Tomax turned off the tube.

"I knew the boss…"

"Screwed up when he hired that dope." Tomax smirked. Their cell phones started ringing. The twins answered.

"Tomax and Xamot of Extensive Enterprises." Tomax answered.

"You got cash problems, we fix 'em." Xamot added. They looked at each other.

"We need a new slogan." They said at the same time.

"Hello, dopes." The Baroness's voice came out of their cell phones. "You're needed." The twins sighed.

"Alright." They closed up their phones.

"I think the Baroness just wants…" Tomax started to grumble.

"Us to pick up some clothes for her." Xamot finished the complaint.

**The Pit**

"Are you sure it was a good idea to take Beach Head's jeep?" Peter asked Scott. The two were sitting in Beach Head's jeep. Remy and Ray sat in the back.

"It'll be fine. Besides, you guys wanna be rid of Paul?" Scott asked.

"Gambit guess so." Remy shrugged. "Remy tired of Chere's blabbin' 'bout how great Paul is."

"No kidding." Peter groaned. His eyes widened. "There he is." They saw Paul walk between buildings, minding his own business. "Let's do it!"

"You gonna die, Starr. You gonna die." Scott cackled as he started the jeep. "WHAHAHAHAHAHAHAHA!!!!!!" Scott drove the jeep, ready to run Paul down. Starchild didn't even notice. "I'm gonna ram 'im!" However, Lady Luck really adored Paul. The jeep barely missed him.

"What the--?" The X-Boys turned and saw Paul continue on his way, not knowing what was going on. "How does he do it?!?!" They asked in shock. They turned around and saw they were heading towards Low Light. "AWWWWW **_SHOOT!!!_**" They tried to stop, but they couldn't in time. "AHHHHHHH!!!!! LOOK OUUUUUUT!!!!!!"

"Yipe!" Low Light turned his body into metal just before the jeep crashed into him. He was unhurt. The impact sent the X-Boys flying.

"WHOOOOOOOOOOA!!!!" They cried out, then they hit the roof of a hangar with a SPLAT!!! "OWWWWWWWWWWWWWWCH!!!!!!!!!" They slid off the roof and landed on the ground. "Ohhhhhhhh…" They moaned in pain. Tripwire and Short Fuse ran by, accidentally dropping Sergeant Snuffles in the lap of Scott.

"What is this?" Scott held up the bear. He was a little dizzy, so he had no clue it was Sergeant Snuffles.

"DON'T TOUCH MY SERGEANT SNUFFLES!!!!!!!" Beach Head tackled the X-Boys. They were given a lot of pain.

"OWWWWWWWWWWWWWWWWW!!!!!!!!!! HELLLLLLLLLP!!!!!!!!!! MOMMYYYYYYYYYYYYYYYYYYYYYYYY!!!!!!!!!!!!!!!!!!!"

**Somewhere else in the Pit**

"I am amazed by you, Bulldog." Storm walked with the Englishman. "You look rather rough, but you're actually quite a gentleman."

"Well, you can't judge a book by its cover, Miss Munroe. And call me Bryan." Bulldog smiled. What they didn't know was that Shipwreck was waiting. He had rigged a large slingshot and filled it with paint balloons.

"That Bulldog thinks he's so hot, huh?" Shipwreck muttered as he pulled back the slingshot. "I'll show that limey Brit! He's gonna learn." He aimed it at Bulldog. "He's gonna learn ya never mess with Hector X. Delgado!" He fired, but something went wrong. A couple balloons landed right in front of them, and the rest landed on Cover Girl.

"SHIPWRECK!!!!" The model screamed angrily.

"Uh oh." Shipwreck's face paled and he ran off. Storm and Bulldog watched a multi-colored Cover Girl chase Shipwreck, knife in the air.

"What was that all about?" Storm wondered.

"That bloody moron Shipwreck thought he was being funny." Bulldog said. He noticed the paint on the ground before Ororo. "Oh." He took off his jacket and covered the paint. "Don't want you to ruin those boots of yours."

"Why thank you, Bulldog." Storm walked across the jacket and Bulldog picked it up, holding it over his shoulder.

**The Joe cafeteria**

"Well, another Joe meeting." Duke sighed. He and Flint were having coffee in the Joe cafeteria.

"Could be worse, Duke. Leatherneck and Wet Suit could be commentating on the results of the big Army-Navy game. Last time they did that, a huge brawl broke out."

"True. Before that brawl, I never knew Scarlet was so adept at fighting with chairs." Duke smirked.

"Yeah, that was an interesting move she pulled off with that chair leg. I think she made that up on the spot." Flint chuckled.

**Airtight's**** Lab**

In Airtight's lab, Beast and Airtight were examining the muffin creature. It was jumping about in a clear box. It looked pretty happy in there.

"Well, what have you found?" Beast asked.

"How did you say this thing came about?" Airtight looked in a microscope.

"Craig blasted one of Kitty's muffins with his laser, and it mutated into that." Beast pointed at the creature, who was snoozing.

"I think I figured out why." Airtight looked up, grinning. "You see, I took a sample of the creature, and its molecular structure was radically different from that of the average muffin. I analyzed one of Kitty's muffins, and I found its molecular structure is radically different from that of the average muffin."

"I knew Kitty was a bad cook, but this is crazy." Beast shook his head.

"It gets better, Mr. McCoy. You see, everything has molecules, even a laser beam."

"What are you saying?" Beast crossed his arms. Hank had some idea of the answer, but he decided to let Airtight finish. The Joe was on a roll.

"The molecules of Craig's eye laser and the molecules of Kitty's muffin combined and formed DNA. Kitty's muffins can be used to create life like Toothy here."

"Toothy?" Beast looked at the muffin creature incredulously.

"Yeah. It's appropriate, and the little guy is rather cute." Airtight laughed.

"You can keep him if you want. Besides, we have enough rowdy animals at the Institute." Beast sighed.

"Gladly, I'll take good care of him. What does he eat?" Airtight cooed at the little muffin thing.

"Just about anything. He tried to eat a couple of the students several times." Beast groaned.

"I can imagine." Airtight grinned.

"Hey, guys!" A Joe named Rock 'n' Roll ran in. "Hurry! Duke needs you!"

Why does Cobra need Airtight's Robo-Samurai? Will the Misfits and the X-Men defeat the Silver Samurai? Can GI Joe stop Cobra's latest scheme? Will Shipwreck and the X-Boys get their revenge on Starchild and Bulldog? Will Lionheart get her claws on Barbecue? Will I stop asking these stupid questions? Find out in the next chapter!


	3. Fightin' 'round the Pit!

**Airtight's Creation**

**Disclaimer: "Dear God, man! Put your pants back on! Right now!" **

Chapter 3: Fightin' 'round the Pit!

**The Pit**

"Duke!" Airtight ran into the Joe meeting room, Beast not far behind. He saw several Joes there as well as Storm and Logan. "I take it the good professor is unavailable?"

"He had to go to another conference." Beast explained.

"No kidding." Storm sighed. They heard noise from outside. It was Scott screaming.

"OKAY JEAN!!! OKAY!!! I'M SORRY!!! **I'M SORRY!!!**"

"What did that guy get himself into?" Lionheart snickered.

"Hoo boy." Low Light groaned.

"That Summers is whipped." Shipwreck snickered under his breath.

"Anyway…" Duke went to a big screen. He punched up and image of the Silver Samurai. "Ladies and Gentlemen, meet Kenichiro Harada. He is known as the Silver Samurai. He has the ability to channel the elements in his katana."

"A mutant samurai? Now I've seen everything." The ever-quipping Lionheart whistled.

"Storm Shadow, help me out here." A white-clad ninja stood up and walked to the image of the Silver Samurai.

"Harada leads the Yashida clan of warriors in Japan. The Yashida clan is infamous for performing underhanded dealings. The Yashida clan are the arch-rivals of the clan I used to work for. It is believed that the Silver Samurai has been doing some business deals with Cobra."

"What does _this_ silver-clad Meiji Restoration reject have to do with anything?" Bulldog asked.

"We think that Cobra might be calling upon Harada to help with their latest scheme."

"What is their latest scheme?" Logan asked.

"No idea. Strange enough, things have been awfully quiet from the Cobra front." Duke shrugged in concern.

"Which can only mean something big is cookin' up." Cover Girl reasoned.

"Mmm." Bulldog nodded in agreement. "It's a bloody big puzzle we got on our hands."

"Who knows what is going on with Cobra?" Low Light groaned.

"Like that time Mystique posed as Cobra Commander." Beast chuckled. "I'm sure things got interesting then."

"Yeah, but I think this guy's the real commander here." Lionheart smirked. "Mystique never quite got his girly screech right."

**Somewhere else in the Pit**

"Gambit's arms hurt, Gambit's legs hurt, Gambit's pride hurt…" Remy chanted with a whine. He and Peter were staggering to see Lifeline. They saw Rogue and Kitty chase Paul, and they bristled.

"Ugh. Remy sick of it. Dere's gotta be a way to take out dat infernal Starchild." Peter observed the chasing.

"Sugah, mama wants a cuddle!" Rogue cried out.

"Like, don't run away, Paul!" Kitty cooed.

"Paul Starr is a good-for-nothing, woman-stealing…" Peter then proceeded to spit out a bunch of Russian curses under his breath. Gambit started cursing in French. He two teens then continued on their way. Meanwhile, Scott and Ray were busy thinking up a new way to take out Paul.

"We could…Naw, wouldn't work." Scott grumbled.

"Every single time, that Starr gets the best of us!" Ray groaned. "I still have nightmares about that Tabitha did to me at the gym."

"You think you have it bad?" Scott grumbled. "I still have flashbacks about what Jean did to me in front of that club." His eyes then widened. "AHHHHH!!!! NOOOOO!!!! I'M SORRYYYYY!!!! I'M SORRYYYYYY!!!!!! AHHHHHH!!!!" He looked like he was shell-shocked. Ray shook him.

"Cyclops! Snap out of it!"  Ray shook Scott out of it. A sweating and panting Scott snapped back to reality.

"Thanks, Berzerker. I needed that." Scott moaned. "I've been having flashes of that ever since. No thanks to Paul."

"No kidding." Berzerker whistled.

"We gotta stop Paul. For all our sakes." Scott told Ray.

"I can help. I got a plan." A voice said. Scott and Ray turned and saw Shipwreck. "I wanna get rid of a certain woman-stealing Brit myself. Maybe we can kill two birds with one stone."

"Alright." Scott and Shipwreck shook hands. **(A/N: Uh oh! Starchild and Bulldog are in trouble now. Or are they?)**

**Still another place in the Pit**

"HELP MEEEE!!!!" Barbecue yelled as he ran by, Lionheart hot on his heels.

"C'mere, you New England cutie!" Lionheart squealed. The Joes ran past a snickering Wanda and a silent Craig. The two teens were sitting on a couple boxes.

"Poor Barbecue. I think Lionheart's going to have a couple hundred restraining orders on her hands." Wanda laughed.

"If I were Barbecue, I'd get out of GI Joe now." Craig grumbled.

"You're just jealous because you don't have someone to chase after you." Wanda smirked at Darkstar. "I am so surprised that girls don't chase after you. After all, you are a Starr." Craig shot Scarlet Witch a dark look.

"Don't get any ideas, Wanda." Darkstar growled. "It was bad enough that I was forced to go out on a date with you **(1)**. That was so stupid."

**(1) - See "The Misfits vs. The Viper"**

"You liked it." Wanda grinned. "Admit it."

"I did not."

"Yeah you did! Your eyes are sparkling." Wanda laughed. "When will you admit it?" She scooted closer to the ex-gang member, making him blush. "See? You're blushing."

"It's just warm out." Craig said weakly.

"If it's so warm, take your jacket off." Wanda said matter-of-factly. Craig did so, but it only made his blush seem even more obvious. "It's not really warm out, Darkstar."

"You're crossing a line, Wanda." Craig glared. "A very thin line. And it's called my patience!"

"Admit you liked the date, then I'll leave you alone." Wanda smirked.

"I did not, now leave me alone you crazy woman!" Craig snapped. "Ever since that date, you have been driving me crazy!"

"C'mon Craig, you are in denial."

"Prove that I liked it." Craig huffed, walking off.

"Well then." Wanda thought. "I guess I'll make you have to admit it." The hex-caster then began thinking about a way she could force Craig Allman Starr to admit he liked the date.

**The Pit's Courtyard**

Scott, Shipwreck, and Ray wheeled a catapult to a courtyard. The catapult was full of paint balloons.

"You tried this once, and Cover Girl nearly slit your throat." Scott reminded Shipwreck.

"That's because I wasn't careful." Shipwreck said. "Now, I've taken great care to properly aim this thing."

"I hope so." Ray peeked through a pair of binoculars. Paul was being chased by the X-Girls, while Bulldog and Storm were conversing. Storm appeared to laugh at a few things Bulldog said. "Okay."

"Fire in the hole!" Scott said as shipwreck let the balloons fly. However, as expected, something went wrong. The wind caused the balloons to land on Storm and the X-Girls.

"AAAAAAAAAAAGH!!!!!" They screamed.

"What the--?" Bulldog looked through a pair of foldable binoculars he carried. He growled. "I should've known. Shipwreck."

"Why am I not surprised?" An enraged Storm rolled up her sleeves.

"No. Allow me." Bulldog marched up to Shipwreck. He let out a whistle. "Davey Boy!" He pointed to Shipwreck. "Kill!" 

"RUN!!!" Shipwreck ran off, Bulldog and Davey Boy hot on his heels. Paul noticed two other figures.

"Hey Scott! Hey Ray!" Paul waved good-naturedly. "What's with the catapult?"

"Oh shoot." The two X-Boys said together.

"SCOTT SUMMERS!!! YOU ARE GOING TO GET IT!!!" Jean screamed.

"RAY, YOU ARE GOING TO DIE!!!!" Tabitha screamed.

"AHHHHHH!!!!" Scott and Ray ran off, raging X-Girls after them. Paul looked at a paint-covered Storm.

"Storm, you do a great tie-dye impersonation." Paul grinned, giving a thumbs-up. "You look totally stellar!" Storm sighed.

_Does that Starchild know **anything** that goes on around here?_ Storm blinked at the LA mutant.

**The Joe cafeteria**

"Heh heh heh heh heh heh." Pietro dialed a cell phone, grinning. Xi and Blob walked up to him. "Hello?" Pietro held his nose and spoke in a funny voice. "Hello, Joe's Bar? I'd like to speak to a Butthead. First name: Ima." Pietro started snickering.

"What is he doing?" Xi asked Fred.

"Crank call." Fred said. "Pietro's pulling a prank over the phone."

"Wow! What will they think up next?" Xi shook his head.

"Okay, let me check." The bartender said over the phone. "Is there an Ima Butthead here? Hello? Hey! Ima Butthead!" Pietro burst out laughing. Bar patrons could be heard laughing over the phone. "Hey wait a minute…It's you! Again! URRRRGH!!! Let me tell you something, pal! I don't appreciate this! When I find out who you are, I'm gonna catch you! Then, I'm gonna boil your intestines and hang your head on my wall! And then I will hunt down your family and shoot them like dogs!" Pietro hit the "END" button, laughing like he just heard the funniest joke ever.

"Pietro, I think he was serious this time." Blob sighed. "I think he might get caller ID one day."

"Caller ID. Spelt the end for crank calls." Pietro sighed. "I can't stand it."

"Could be worse. The guy could've had a videophone." Xi reminded.

"YOU ARE A DEAD YANK, SHIPWRECK!!!!" Shipwreck ran in terror, a fighting mad Bulldog and a barking Davey Boy behind him. "GET YOUR ARSE BACK HERE!!!"

"I have a feeling that Shipwreck is not going to live much longer." Xi noted. Pietro and Fred nodded in agreement.

"RAY, AH'M GONNA KILL YOU!!!!" Rogue's voice carried out. Ray ran by, followed by Rogue, who looked like a tie-dye t-shirt. Xi, Fred, and Pietro laughed.

"Hey Roguey, love the new look!" Pietro laughed.

"Ray must've tried to take out Starchild." Xi deduced.

"SCOTT!!! GET BACK HERE!!!" Scott was chased by an enraged Magma. Amara was in her fiery form, and she was pitching fireballs.

"When'll they learn?" Pietro sighed. "Paul Starr has so much luck, he could be a leprechaun!"

"In purple? Leprechauns wear green, dude." Fred reminded. "And leprechauns are from Ireland. Paul is from Los Angeles."

"You know what I mean." Pietro glared.

**A few miles outside the Pit**

Cobra's forces were parked a few miles away from the Pit. Cobra Commander was observing from the top of a HISS tank.

"Those stupid Joes are so busy with their own craziness that they don't even know we're here." Silver Samurai looked at his katana.

"I will destroy that insult that Joe created." The mutant samurai growled.

"We need that robot!" Destro snapped.

"Its mere existence insults my honor!" Harada snapped back.

"Careful Harada, your clan's strength owes itself to Cobra." Cobra Commander warned. He looked around inside the tank. "Aw great, I lost my thermos." Meanwhile, the Dreadnoks were waiting to strike as well.

"This is bloody boring!" Torch snapped.

"If I wanted to wait for nothing, I would've stayed back in the lair and watched a soap opera." Ripper grumbled.

"We forgot the booze." Buzzer realized.

"You people are so stupid!" Zarana sighed in annoyance. She noticed Zanya preening herself in front of a small mirror. "That's pretty strange for you, Zanya. What're you dolling yourself up for?"

"I want to look my best so I can win my beloved Starchild." The young green-haired Dreadnok sighed longingly. "Oh Paul…" She thought about the superstar. "I know it's meant to be between us."

"It must be genetic with the women in that family." Ripper grumbled.

"Yeah." Monkeywrench snickered. "Zarana's after a bloody Joe, and Zanya's after that crazy glam Misfit." Zarana bonked him on the head. "OWCH!!!" Zanya gave him a hit of her own. "OWWCH!!!"

"When do we attack?" Zandar asked.

"Any minute now, I hope." Zartan grumbled.

**The Pit's hangar area**

"Man, I need a break." Barbecue panted. He stopped to rest in front of a Joe Dragonfly. "That crazy Englishwoman's been chasing me for the past hour! I swear! She's got never-ending stamina." His eyes widened as he heard a familiar voice.

"Barrrrbecuuuuuue! Yooooo-hoooooo! Where are yoooooooou?" Lionheart sang out.

"Aw man, I gotta hide!" Barbecue jumped in the Dragonfly. He scooted into the cockpit, hoping to make himself unseen. Lionheart ran past and looked around the Dragonfly. She was left scratching her head. "Now where could he have gone? Man, why does he play so hard to get at times?" Lionheart ran on, calling for Barbecue. The fireman peeked up.

"Whew." He wiped some sweat from his brow. Suddenly, he noticed a missile head towards him. "What the--?" He quickly got out and ran away just before the missile hit, making the green Joe flying machine explode with a KABOOM!!! "Aw man, something tells me that this is not a result of one of Leatherneck and Wet Suit's debates." He noticed Cobra rattlers flying towards the base from the distance. He also heard the warning alarm. "Here we go." The fireman ran to get his equipment.

**In front of the Pit's entrance**

"LLLLLLLET'S GET RRRRRRREADY TO RUMBLLLLLLLLLE!!!!!" Paul laughed, impersonating legendary boxing announcer Michael Buffer.

"Paul, we're about to battle!" Craig snapped. "Try to keep your big mouth shut." The X-Men and the Misfits were in uniform. Of course, the X-Girls were cooing over how cute Paul looked in his costume.

"I say we use Starchild as a human shield." Scott suggested. "OW!!!" Jean bonked him on the head. Paul walked up to Logan.

"Well pilgrim, looks like some cattle decided to do some stampedin'. I guess we gotta round 'em up and take 'em back to the corral." Paul said to Wolverine, as John Wayne. Jinx, who was standing next to Logan, burst out laughing.

"Starchild, let me ask you something, mutant-to-mutant." Logan shook his head. "Are you on any medication that as a fellow fighter in this battle, I should be made aware of?" Paul gave Logan a blank look. He then started to think.

"Paul's thinking. This could take a while." Pietro quipped.

"COOOOOOOOOBRAAAAAAAA!!!!"  Cobra Hiss tanks and Rattler jets approached the base at full speed, guns ablaze.

"Wanda, Paul, Craig! Take out those jets!" Althea ordered.

"No problem!" Paul smiled. He fired his eye laser, blasting a Rattler. "I got one!" Craig was firing his laser and Wanda was pitching hex-bolts at the Rattlers. Scott, Ray, and Amara helped by firing their optic beams, thunderbolts, and fireballs. Jean used her telepathy to immobilize the tanks, and Tabitha used her time bombs to blow them open. Storm created fog to confuse the Rattlers and the ground troops. The rest of the X-Men, the Misfits, and the Joes dealt with the ground troops.

"HIYAAAAAA!!!!" Silver Samurai charged his blade with thunder, then leapt into the Pit. Once he did, he sliced his katana. The thunder was fired in arc.

"Look out!" Lionheart warned, but the blast of electricity hit the teen mutants and the Joes, shocking them.

"I WANT THE ONE WHO BUILT THE ROBOT!!!" Silver Samurai screamed. "I WILL RESTORE MY HONOR!!!" The robotic samurai leapt into action, thanks to Airtight. Silver Samurai looked at Airtight. He pointed his katana at him. "You…You conceived this abomination! You think that this metal man can pose for a real samurai? It is a mere machine! A machine cannot be a samurai!"

"Ugh…This guy has problems." Craig grumbled.

"No kidding." Paul agreed.

"Who is he?" Todd asked.

"The Silver Samurai." Beast explained. "He's a mutant as well. He can channel the elements into his sword."

"Bloody terrific." Bulldog grumbled.

"You must pay for this insult with your life!" Silver Samurai sped towards Airtight. The Joe smirked as the Samurai-Tron blocked Harada's katana slash with its own katana.

"I don't think so. I meant no offense. I thought a samurai would make a great model for a cybernetic warrior. After all, samurai are known for their power and honor." Airtight grinned.

"Forgive me if I don't think too highly of your **tribute!!!**" Harada and the Samurai-Tron started their swordplay. Meanwhile, the Cobra Vipers and the Joes, X-Men, and Misfits were brawling.

"Hey wait! Look!" One Viper pointed at the sword melee. Everyone stopped and watched the battle between the Silver Samurai and Airtight's Samurai-Tron.

"Wow." Pietro whistled. "Airtight outdid himself. That thing's going blow-for-blow."

"You know what to do." Lance told Todd. Toad nodded. Avalanche and Todd ran into a building and grabbed a table and a couple chairs. They set the furniture up and sat at the table. Lance put on a black cowboy hat, and Todd put on a golden crown.

"Oh God, here they go again." Althea snickered.

"Well King, the Samurai-Tron and the Silver Samurai are in a slobberknocker of a match. OH MAH **GAWD**, KING!!!! The Samurai-Tron just slashed the Silver Samurai like a scalded dog!" Lance yelled in an Oklahoma accent.

"AAAHH!!! You're not kidding, JR!! That Samurai-Tron is, as you would say, loonier than a pet coon! When do we get to see puppies?" Toad retorted, putting a higher pitch in his voice.

"Those two are knuckleheads." Zandar grumbled, pointing at Todd and Lance.

"I dunno. Avalanche pulls off a pretty good JR." Ripper grinned. "And the Toad does a good job portraying the King."

"Starchild, check around the base. Make sure there are no ambushes." Althea ordered.

"Consider it done, boss." Paul saluted and ran off. Tabitha and Zanya noticed Starchild run off. They thought the same thing at the same time.

_Finally, my big chance to be with my beloved Paul._ The two girls pursued Starchild. Paul ran up to the roof of the tallest Building in the Joe base, and pulled out a pair of folding binoculars from his jacket and looked around.

"Let's see…" Paul looked around. "The guys…blown-up vehicles…compost heap…trees…more trees…big rock…buildings…eyes…Hey wait a tick." Paul turned, and a huge pair of eyes appeared in his vision. "Now that's odd." Paul put down the binoculars and the eyes were revealed to be Zanya's. The Dreadnok had a coy smirk on her face. "Hi Zanya." Paul greeted good-naturedly. "I'm just looking for some hidden Cobra stuff."

"Hi, Starchild. It's been a while." Zanya purred. "I missed you. I've thought a lot about you."

"That's cool." Paul shrugged. "I gotta do somethin' right now, so maybe we can talk later?"

"I very rarely get to see you." Zanya stroked Paul's long black hair. "Did you miss me?"

"Well, I gotta admit, things have been rather quiet since I saw you last. You Dreadnoks barely show up anymore. I began to miss making fun of your crazy uncles and dad." Paul grinned. He then noticed something. "Since when did you wear lipstick? Last time I saw you, you never wore lipstick." Zanya's coy smirk grew.

"I wore lipstick so I can do _this!_" Zanya grabbed Paul and kissed him. Unfortunately for Zanya, Tabitha found Paul.

"HEY!!!" Boom-Boom screamed. "Who are you, you punk rock reject?"

"I am Zanya, Paul's one true love." Zanya growled at Tabitha.

"I am Paul's true love, you green-haired tramp!!" Tabitha screamed.

_Here we go…CATFIGHT!!_ Paul thought.

"You?!?!" Zanya scoffed. "Why would Paul want a cheap blonde time-bomb packing witch like you when he could have me? I hold a position of power."

"Why would Paul want an over-pierced, green-haired, camo-wearing leader of a bunch of nose-picking retards like you?" Tabitha growled. The two girls were snarling at each other. Tabitha and Zanya were ready to tear each other to bits.

"Girls, can't we…" Paul tried to calm them down, but their tempers were far too hot. They started to catfight. "Here we go again."

What's gonna happen next? Can Airtight's Samurai-Tron defeat the Silver Samurai? Can the X-Men and the Misfits prevail? Is there a girl that doesn't have a crush on Paul? Find out on the next chapter of Airtight's Creation!  


	4. Craziness and Cobra's Control!

**Airtight's**** Creation, Special Edition!**

**A/N: A new Dreadnok is introduced here in this chapter. Also, I put a funny little thing at the end.**

**Disclaimer: "Mmph mff mrfph." -Kenny McCormick.**

Chapter 4: Craziness and Cobra's Control!

**On the roof of a building in the Pit**

Paul tried to separate the steamed Tabitha and Zanya, but the X-Girl and the Dreadnok were too hell-bent on tearing each other apart. Starchild finally managed to separate them after the two girls got in several good hits and scratches.

"LET ME AT HER!!!" Tabby screamed.

"DON'T STOP ME NOW!!!" Zanya yelled.

"PAUL IS MINE, YOU GREEN-HAIRED WITCH!!!" Tabby spat.

"HE'S MINE, BLONDIE!! GET OVER IT!!!" Zanya snapped. They both threw a punch, accidentally hitting Starchild. The LA mutant hit the floor, to the shock of the two girls. Zanya and Tabby glared at each other.

"Look what you made me do!!" The girls screeched a teach other. They started catfighting again.

**In front of the Pit**

The X-Men, Joes, Misfits, and the Cobra forces all watched the Silver Samurai and Airtight's Samurai-Tron battle.

"Wow." Scott blabbed. "Wow."

"MAH _GAWD_, KING!!" Lance screamed in his cowboy hat. "Thrust, parry, parry, block, thrust! King, this is gonna be a bloodbath!"

"JR, these guys just don't quit! Hopefully, there'll be some puppies around soon!" Todd squealed in his golden crown.

"You two are morons!" Jean snapped at the two.

"Hey, it is how we have fun when fights roll around. You should've seen us do commentary during the fight between Pietro and Wanda a while back." Lance shrugged.

"I had no idea Wanda could twist Pietro's arms in a knot before _that_ fight." Todd snickered. Pietro shot Todd a dark look.

"Razzum frazzum…" Quicksilver pouted.

"I demonstrated my knowledge of knot-tying that day." Wanda grinned.

"You should have seen the knots she tied with his legs." Althea smirked.

"Ouch." Kurt winced.

"Where's Tabby?" Rogue looked around.

"I must admit." Harada panted as he tried to attack his cybernetic counterpart. "Your robotic samurai is impressive.

"It's not just the robot. It's the controller." Airtight smirked as he continued operating his controller.

"Humph." Silver Samurai grumbled.

"Enough of this!" Destro snapped, grabbing a walkie-talkie from his belt. "Now, Wild Weasel!" A Rattler streaked by, a pair of metal cords falling from its underside. The cords wrapped around the Samurai-Tron and the controller.

"SUCKAS!!!! WHAHAHAHAHAHA!!!!!!!!!!!!!!!!!!!" Wild Weasel cackled.

"Hey!!" Airtight yelled as the controller left his hands.

"Rrrr. I was hoping to destroy that machine with my blade." Silver Samurai growled and he turned to the X-Men and the Misfits. "Too many opponents. Wise man says, those who fight and run away, live to fight another day." Silver Samurai and Cobra got away under heavy Joe and mutant fire.

"Nuts!" Flint threw down his beret.

"My poor Samurai-Tron." Airtight whined.

"Where's Paul?" Craig looked around. He then picked up an object. "Hey, one of the Dreadnoks lost their jeans." The other Misfits burst out laughing. Zarana rolled up.

"Sorry. Forgot Zanya. Just have to pick her up. Thanks!" Zarana kept going. Several seconds later, Zarana left, towing her niece.

"LET ME AT HER!!! LET ME AT HER!!!" Zanya screamed as she was carted away. Tabitha was running after her. She stopped at the entrance to the Pit, several energy bombs in hand.

"AND STAY AWAY FROM MY PAUL, YOU TRAMP!!!!" Tabitha threw the bombs at Zarana's ATV, missing completely.

"That bloody Meiji Restoration reject!" Bulldog growled. "When I get my hands on him, I'm going to break every bone in his body!"

"Cobra's gonna pay!" Airtight growled.

"How are we gonna get the Samurai-Tron back?" Logan asked.

"It makes no sense." Beast shrugged.

"Yeah." Althea agreed. "Cobra already has BATS."

"Why would they need a cybernetic samurai if they already have robotic soldiers?" Storm asked.

"BATS are near-indestructible as it is." Lady Jaye remarked.

"Did you make any improvements that Cobra would be interested in?" Flint asked Airtight.

"Well, I have noticed that the BATS tend to be a bit stiff in their movements." Airtight remembered. "I modified the joints on my Samurai-Tron to be more fluid and more flexible."

"Maybe Airtight's Samurai-Tron's modifications are what they want. They could use those to improve their robots." Wanda reasoned.

"No, duh." Pietro groaned. Wanda glared at her brother.

"If Cobra modifies their BATS with technology from Airtight's machine, they could truly become unstoppable!" Spirit realized.

"We've got to get it back." Flint said.

"Don't worry." Airtight said. "I put some security features in the Samurai-Tron. Cobra won't be able to hack it for a while."

"Good. We can find out where Cobra's taken it, then." Flint said.

"AAAAAAGHHHH!!!!" Pietro screamed. Everyone turned and saw Pietro being attacked by Toothy, the muffin creature. Toothy was trying to maul Pietro's face. "NOT THE FACE!!! NOT THE FACE!!!"

"How did Toothy get out?" Beast wondered. Airtight shrugged.

"HELP MEEEEE!!!!"

**Destro's**** Lab**

"Heh heh heh." Destro snickered as he looked over the Samurai-Tron in his lab. Baroness and Major Bludd were with him. "An amazing piece of work. That Joe outdid himself." If Destro had any redeeming qualities, it was that he was a man of honor. He was always willing to give credit and respect where it was deserved, even if the recipient was an enemy.

"Bloody great, now can we open it up already?" Bludd grumbled.

"Patience, Major. I wish to admire the craftsmanship of the device first." Destro took in every detail of the robotic warrior.

"There has got to be a way to open up this device." Baroness pulled at the chestplate. _BZZZZZZZAP!!!!!!_ "YAAHHHH!!!!!" An electrocuted Baroness was sent flying across the lab. She got knocked into a wall. "OOF!"

"Ha!" Major Bludd laughed. "Bloody woman! Charges in, guns ablaze!" He pulled out a gun and aimed it at the Samurai-Tron's head. "You need a tool to crack this nut." He fired the laser pistol. The Samurai-Tron reacted by putting up a forcefield. The beam bounced off the forcefield like light off a mirror, nearly singing Destro's rear.

"YEOW!!!!" Destro leaped up into the air to save his butt. "Watch it, you fool!" Destro snapped at the mercenary, smacking Bludd upside the head. He examined the robot. "Looks like the Joe had implemented some security features. We should be able to use the controller to shut them off." Destro picked up the controller, only to get shocked. "OWWW!!!!" Major Bludd laughed.

"HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAA!!!!!!!!" Major Bludd laughed at a glaring Destro. "Man, you are such a bloody dolt OWWW!!!!" Destro smacked Major Bludd upside the head with the controller.

**The Pit**

"The Joes can worry about their robot. We have more pressing things to deal with." Scott told the other X-Boys. "See?" He saw Tabitha tend to a woozy Starchild. Kurt and Rogue found him sprawled out and brought him down. Kurt had to do a lot of pleading to get the southerner to let him go.

"Sorry about that punch, honey. I was aiming for Zanya." Tabby cooed, stroking Paul's hair.

"My aching cheeks. Ow." Starchild moaned.

"I'm sick of it! Paul Stanley Starr is gonna get what he deserves this time!" Scott raised his fist. "He's made everyone question us as men!"

"Yeah!" The others agreed.

"Gambit gonna tear Paul up now!!"

"You idiot!!" Ray held the Cajun back. "If you lay one finger on him now, Tabitha will blow your organs all over this base! And that's if she decides to be merciful!"

"So what do we do?" Peter asked.

"Let's get a tank." Scott ran to get a tank. The others followed. They jumped into a tank and started driving.

"Do you know how to drive a tank, Peter?" Scott asked the big Russian.

"My uncle drove a tank for the Russian army back in the day." Colossus shrugged.

"Okay. Right here." Ray said. Colossus stopped the tank. Scott aimed the turret at Paul.

"Okay…Fire!" Scott ordered. Colossus pressed the fire button. Nothing happened.

"What?" Remy scratched his head. "Was de turret loaded?"

"Da." Colossus checked the instruments. "The turret must have jammed." The X-Boys looked at each other for a second. Their eyes widened, then they fumbled with the hatch.

"OH **SHOOT!!!**" An explosion could be heard from within the tank. "OWWWWWWWWWCH!!!!!!!!!!!!!!!!!!!!!!!!"

**Somewhere else in the Pit**

"I got you now, Bulldog. I got you now!" Shipwreck grinned as he aimed a bazooka at Bulldog. The sailor was kneeling on a roof. The Brit was showing Storm some pictures of his family.

"And that's me cousins Jennifer and Jack. They're twins." Bulldog pointed at a picture of a brown-haired boy and black-haired girl, around 5.

"This is my nephew Evan. He was one of the X-Men until his powers went out of control." Storm sighed, showing Bulldog a picture of Spyke. "He had the ability to create bone spikes. He could no longer control the spikes. He went to live with the Morlocks."

"I have heard of the Morlocks." Bulldog said. "There's something like that back in London. There are rumors of mutants living in London's sewers. Call themselves the Scalliwags or somethin' like that. I met one of 'em. Had an extreme mutation. Made him look like a spider, it did. He spun webs all over a basement. I met him back when I was a teenager. He saved me life. I learned from him to never judge appearances. He helped me when me own powers were emerging." Bulldog remembered. "I wonder what happened to the old arachnid. He was a good guy." Bulldog smiled.

"How do you know when you were a mutant?" Storm asked.

"I suddenly heard the thoughts of my neighbor's yappy terrier one day. He was bored, and he wanted to take a walk and he liked barking his head off for the sake of it." Bulldog laughed. "Lionheart said that she suddenly heard the thoughts of her cat Muffin. She told me the reason why the cat scratched everything but her scratching post. It was because she hated the color of her scratching post."

"My goodness." Storm laughed.

"Yeah." Bulldog agreed.

"Steady…" Shipwreck took careful aim as sweat dripped down his forehead. "Steady…" He made sure Bulldog was in the crosshairs. Suddenly, Toothy came out of nowhere and bit Shipwreck's leg. "YEOWCH!!!!" He knocked himself out by hitting his head on the bazooka, and it fired, sending the rocket into the air. Neither Storm nor Bulldog noticed. The rocket headed towards the tank where the X-Boys tried to blow up Paul.

"Not again." The X-Boys saw the rocket come towards them. The rocket hit with a KABOOMMMM!!!!!!!!! "OWWWWWWWWWW!!!!!!!!!!!!!!!!!!!!!!!"

**The Pit Communication Room**

"Airtight, does your Samurai-Tron have anything that'll help us find it?" Dial Tone asked the Joe. He, Airtight, and Duke were in the Pit Communication room.

"Good thing I prepared for this. I put a homing beacon in it so it could be tracked down in situations like this." Airtight smiled.

"You were prepared for anything, huh?" Duke asked. Airtight shrugged.

"I was a Boy Scout at one time." Airtight shrugged. "That's their motto: Be prepared."

"I just need the frequency." Dial Tone turned to his console. Airtight gave the frequency and Dial Tone did some scanning. "Let's see…Ah! Here we are! I found the Samurai-Tron!" Dial Tone punched up a map of the world on a screen with a blinking dot. Dial Tone pointed to the dot. "That's where it is. Cobra Island." Dial Tone pointed to an island a couple hundred miles off the coast of Madagascar.

"Should we bring the kids?" Airtight asked Duke. The blond-haired man thought it over.

"The kids do love to travel." He shrugged.

**Destro's**** Lab**

"Rrrr!" Destro pounded the wall in frustration. He had tried to peek inside the Samurai-Tron, but its security features made it a nightmare. In his attempts, the metal-masked man got shocked, punched, and even been on the receiving end of a few pre-recorded verbal jabs. "This is ridiculous! How can I get control of the Samurai-Tron if I cannot bypass the security controls?"

"Relax, Destro." The Baroness walked in, accompanied by a strange-looking kid. He was a teenager with wild brown hair in a long ponytail. He wore a black punk rock t-shirt, torn-up blue jeans, and white sneakers. He also had a sleeveless black leather jacket with shoulder pads on it. The pads were covered in spikes, and the jacket was studded. His hands were covered by black fingerless biker gloves, and his right wrist had a studded forearm band. His left wrist had a yellow wristband, and he had on a purple headband. Baroness gestured to the kid. "Virus here can hack into anything."

"Just hook a computer up to the bloody thing and let me work me magic." The kid ordered in a thick British accent, crossing his arms. His green eyes screamed arrogance, and a slight amount of mental disturbance.

"Fine." Destro growled, not used to being ordered around by a kid. He hooked up a laptop to the Samurai-Tron. Virus sat down in front of it and started typing.

"Alright, I'm going to enter its systems." Virus said, like a surgeon about to open up a patient. "There's a couple firewalls blocking access to its programming. They can only be shut down with a triple-encrypted code. Probably set up by that bloody old man Mainframe." The teen hacker Dreadnok started trying to punch his way through the firewalls. Destro could not believe it.

"A Dreadnok with brains. Now I have seen everything." Destro shook his head.

"I found it hard to believe myself that a Dreadnok could be skilled at anything more complex than sitting on a couch before Virus came along." Baroness quipped. Virus overheard and crossed his arms. "What?"

"You want me to crack this code or not?" Virus snapped.

"Fine." Baroness sighed. Virus grumbled and went back to work.

"Everybody thinks I'm bloody stupid because I am a bloody Dreadnok." The teen hacker grumbled.

"Hurry up!" Destro snapped.

"I'm trying, you wanker!" Virus snapped back. "This isn't a simple password here! This is complex computer security! I may be fast, but even **I** need bloody time!"

"Let us give him some time. He'll get in." Baroness put a hand on Destro's shoulder.

"I'll alert you when I get the security features are shut off." Virus assured. Baroness and Destro left the room, allowing Virus to work in peace. He started singing in his mind. _Whoo__ hee hee, me and the voices are hacking… _

**The ****Indian Ocean******

GI Joe was racing towards Cobra Island in an attempt to get back the Samurai-Tron. The X-Men were flying with them in the X-Jet. The Misfits were on board an aircraft carrier.

"We're on an actual aircraft carrier!" Lance looked around with fascination. "This is the best!"

"Arrr, smell that sea air, me hearties!" Paul imitated a pirate captain. "We're going for a good haul tonight!"

"Real good, Purplebeard." Wanda laughed. "Real good."

"Awk! Paul the Pirate! Awk! Gets the girls and finds the treasure every time!" Polly squawked. "The British Armada hates him and girls all over the world dream of him!"

"How do you do it, Paul?" Lance asked Starchild.

"Do what?"

"You know, make the girls scream and squeal?"

"I dunno." Paul shrugged. "I really don't. Girls do strange things around me. Jean and Tabby tried to kiss me in front of a club. **(1)** Yesterday, I got that infamous letter from Tabby."

**(1) - See "X-Men, Meet the Starr Brothers!" **

"Okay, I get it." Lance shook his head. "No clue."

"Craig, leave Pietro alone!" Althea snapped at Craig. Darkstar was trying to force Quicksilver overboard.

"HELP ME!!!" Pietro screamed.

"What?" Craig wondered.

"The ocean is very interesting." Xi said.

"It sure is." Freddy grinned. "Imagine all the fish sandwiches that come from here. All the shrimp platters, all the caviar, all the…the…the…all the…" Blob started drooling. Xi smiled.

"Only you, Frederick. Only you would look at the ocean and think about how much food it produces."   

"HELP ME!!!" Pietro screamed.

"Knock it off!" Althea snapped. This time, Lance, Wanda, and Craig were trying to force Pietro overboard.

**Destro's**** Lab**

"I got it!" Virus yelled happily. He jumped up and punched the air. "Whoo!! I got it!"

"What is going on here?" Destro snapped, entering his lab. Virus smirked at him.

"I got it! You can now use the Samurai-Tron. You can now also tear it up and see how it works. I shut down the security systems. The core program could be used by anyone." Virus gleefully grabbed the remote controller. "Dance for me, Samurai!" The Samurai-Tron got up and did so. "It is better than your BATS in some aspects. You could use the modifications on them. The Samurai-Tron has better, more flexible joints, for example."

"Perhaps." Destro said approvingly, scratching his chin. Zarana walked into the lab.

"The Joes are on their way to get the robot." The mercenary reported.

"They'll get it alright." Virus cackled, making the Samurai-Tron dance. Zarana smiled.

"Way to go, Virus." Zarana laughed, messing up his wild hair. "You see Destro? If it's a computer, Virus can hack it."

_Thanks to help from me mutant ability to possess and control machinery like a ghost._ Virus smirked secretly as the Baroness spoke.

"Once he's in, he can do whatever he wants. He was the one responsible for that infamous Pentagon web page screw-up." The Baroness continued speaking.

"The one that made it so that if a person typed in the Pentagon's web address on their computer, they ended up going to a website about cheese?" Destro remembered.

"The United States government could never figure out who did it." Virus grinned.

"The Joes will indeed not know what hit them." Destro laughed evilly.

Uh oh! Can the Misfits, X-Men, and GI Joe defeat Cobra and rescue Airtight's Samurai-Tron? What about the Silver Samurai? Where was he? Find out in the next chapter!


	5. Battle on Cobra Island!

Airtight's Creation

**Disclaimer: "I wanna go home now."**

Chapter 5: Battle on Cobra Island!

**The ****Indian Ocean******

"Cobra Island, dead ahead!" Shipwreck observed through binoculars. He stood on the end of the lead Joe aircraft carrier. Polly was on his shoulder.

"Awk! Do they have a bar?" Polly whistled.

"Shut up bird!" Shipwreck grumbled.

"Shut up you dumb ape!" Polly snapped.

"You shut up!" Shipwreck snapped back.

"You shut up!"

"_You_ shut up!"

"**_You _**shut up!" Shipwreck and Polly started arguing. Again. Althea and Xi looked on, sighing.

"Here we go again. Dad vs. Polly, Round 34,568." Wavedancer groaned.

"Who do you think will win this time?" Xi asked.

"Who knows. The fight's gone rather unpredictable as of late." Althea shook her head.

"OWW!!! POLLY!!!!"

**Cobra Commander's Throne Room, Cobra Island**

"Commander!" Destro ran into the throne room. He noticed that the terrorist leader was listening to some pop-like music with some headphones. He was also dancing on his throne.

"AAAGH!!!" Cobra Commander threw off the headphones and fell out of his throne. "DESTRO!!! YOU BIG STUPID FOOL!!!"

"Listening to Britney Spears again?" Destro smirked. The Commander stammered.

"Shut up!" Cobra Commander snapped.

"Freak." Destro muttered under his breath. His next statement was, "A force of GI Joes and the mutants are heading to the island. They probably are after the Samurai-Tron."

"Well then, let us provide them with a warm welcome." Cobra Commander suggested. "Send out the improved BATS!!!"

"As you wish Commander." Destro left the room. "Pop-loving freak."

**On the ****Indian Ocean******

"Rattlers dead ahead!" Hawk pointed out the window of the control room of the lead carrier.

"Oh no!" Althea turned to Paul and Craig. "Guys, shoot down those Rattlers! Don't let them hit the ship!"

"No prob, Al! Between our lasers and the big guns on this thing, we can't lose!" Paul ran to the deck, Craig behind him.

"Paul, try not to fall off the deck." Craig smirked. Paul rolled his eyes.

"Oh stop."

**The X-Jet**

"We'd better land." Storm observed. She was sitting in the navigator's seat of the X-Jet. Beast was flying the plane.

"I have an idea." Scott whispered something into Storm's ear. Ororo smiled. "Storm to Hawk. I'm going to create a fog around the Rattlers to confuse them."

"Good Idea. Do it." Hawk agreed on the other end. Storm put away the radio mike and her eyes glowed a bright white.

**The skies over the Indian Ocean**

"YAHOO!!!" Wild Weasel dove towards a carrier. "You all gonna die! Wha--?" Suddenly, clouds of fog appeared around the Rattlers, confusing their pilots. "What da **fudge?!?!** Who brought in this fog!?!?!? I want answers! I want a piece of that hippie who brought in this fog! "

"Blast those fog clouds!" Hawk ordered.

"YO JOE!!!" A group of Joe F-14 Tomcats flew to the scene and engaged in aerial dogfights with the Rattlers.

"Flamin' Frehley's Comet!" Paul yelled excitedly from the deck of the aircraft carrier. "This is so stellar! Whoo!"

"Get in here!" Recondo pulled the LA native in the ship. The Rattlers were flying blind, and firing blind thanks to Storm's fog. The Joes were able to shoot them down.

_Hmm…That was too easy._ Hawk thought. _Cobra__Island__ is their main HQ. Their defenses should be at their greatest._ The carriers continued on without incident for a few minutes, until lasers fired upon the carriers and jets. "Aw I knew it!" The carriers started firing and more Rattlers appeared out of nowhere. "Aw man. Invading islands ain't as easy as it used to be." Another aerial and island assault began.

"Hawk, we're taking a heavy pounding!" Cover Girl reported.

"I know!" Hawk moaned. Storm flew into the air, and called on a combination thunderstorm and blizzard over the island.

"I love that woman." Shipwreck grinned.

"Pity the feeling ain't bloody mutual." Lionheart quipped.

"Oh shut up." Shipwreck grumbled. A stray lightning bolt hit the sailor. "OWWWWWCH!!!" Ororo grinned evilly.

"Oops." She said mockingly. Bulldog burst out laughing.

"You sure deserved that, Yank."

**The aircraft carrier hangar**

"The Joes are gonna kill us, Althea!" Lance cried out. The Misfits were boarding a helicopter that was left in a hangar of an aircraft carrier.

"We got no choice, Pebble Brain!" Althea snapped. "The Joes are swamped. The X-Men are busy. That leaves us!"

"Nine mutants versus a huge terrorist organization. We're doomed." Craig groaned.

"Don't say that, bro." Paul grinned. "We'll beat 'em. We got ninja skills. We just sneak in, grab the robot, and go out. No problem."

"Paul, is your brain on the same planet as your body?" Pietro groaned.

"Paul's got a point. A positive attitude could be a big help." Xi noted.

"See?" Paul grinned. "We can do it." He looked up at the doors that opened up to the flight deck. The raven-haired superstar's eye glowed. "Fred, catch the doors."

"Right." Fred got ready. Paul cut the doors off with his laser, and Blob caught the doors, not hurting the helicopter. "Whoo, that was close."

"Let's go!" Althea jumped in the cockpit.

"Do you know how to fly a helicopter?" Wanda strapped in.

"I got some lessons from Bree." Althea grinned.

"Uh oh. She might try to kidnap Toad and take him to a secluded cabin." Pietro laughed. The others boarded the chopper (Lance had to be dragged in), and took off.

"What the--?" Hawk looked at the scene. He picked up the radio. "Who's in there?!?!"

"Wavedancer, over." Althea responded.

"What are you crazy kids doing?!?!"

"We're haeding to Cobra Island to get back the Samurai-Tron."

"Too dangerous! Get back here!"

"We'll be fine! We're ninjas!" Toad's voice came over the speaker.

"You are not a ninja!" Lance snapped. The two started arguing. A growling Hawk switched to the X-Men's communicators.

"The Misfits are hitting Cobra Island!"

"WHAT?!?!" Beast yelled into his walkie-talkie. "They're just kids!"

"We didn't order it! They just pulled a chopper-jacking!" Scott overheard.

"Count on the Misfits to screw it up, Hawk." Scott said. He was busy firing at the Cobra jets with his optic beams.

"Don't worry, Scott. As long as Paul is around, they can't lose!" Jean grinned, smashing some Cobra jets with her telekinesis.

"I HATE THAT STARCHILD!!!" Scott fumed.

**The skies over Cobra Island**

"Storm messed up the weather over that area." Pietro looked at the island. "Think you can make it, Al?"

"Relax." Althea waved. "Things are so screwed up on that island thanks to Ororo's weather witchcraft, they'll not be able to put up much of a resistance against us." Paul started singing.

"_Everybody loves kung fu fighting/Those kicks were fast as lightning/Though it was a little bit frightening…_"

"Shut up, Paul!" Craig snapped. "God, you are an idiot." Paul pouted.

"C'mon, Craig. We're all a little nervous." Wanda said. "See?" Wanda pointed to a shaking Lance.

"I'm gonna die…I'm gonna die…" The chopper started to drop and tilt from side to side.

"We're landing right now. The chopper's starting to ice up." Althea said. "Good thing we're landing at the 'back door'. They'll never notice we're here."

"Until the alarm klaxon sounds." Pietro groaned. The Misfits snuck inside the base.

**Joe aircraft carrier**

Hawk, Cover Girl, Beast, Recondo, and Shipwreck gathered in a Joe meeting room. Storm and Low Light were too busy helping the others fight off the Cobra forces.  

"I can't believe those crazy kids decided to go to the island on their own! Even with their powers and their training, they're going into a suicide mission!" Hawk threw down his beret. "If those kids get back alive, they'll be doing KP till they turn 60!"

"I can't believe Paul would do something this crazy." Recondo sighed. He then thought for a moment. "Wait a minute. Yeah. He would."

"The best thing we can do is hope until those kids make it out alive." Beast sighed.

"I have a feeling that they'll be just fine." Cover Girl said hopefully.

"Yeah. They're kids, very crazy kids, but I know Althea can do it. She's a tough as me. And the kids could always blackmail Cobra." Shipwreck grinned proudly.

"Or drive 'em completely crazy." Recondo shrugged.

**Inside ****Cobra****Island******

"Okay, so I said, 'Hey lady, I'm not the father of your lamebrained grandkid.' She then said, 'Hey man, that kid has your nose.'" One Cobra trooper said to another. The two troopers were guarding a big door.

"Man, that lady was a kook." The second trooper guffawed. They saw the Misfits run towards the door. "Hey, stop!" The trooper raised his blaster.

"No wait! It's the Misfits!" The first trooper stopped the second from firing his rifle. "They do bad things to us, man! One time, a bunch of my friends got their legs tied together thanks to the fat one!"

"I AM NOT FAT!!!!" Fred screamed, ramming the troopers against the wall.

"Uhhhhhnh…" The guards slid down the wall to the ground. Althea took a device out of her costume.

"It's in there." She pointed in the door. Blob pulled the door out. "Thank you."

"MISFITS AWAY!!!!" Paul cried out as the mutants ran in.

**The ****Cobra****Island**** shore**

"YO JOE!!!!" The Joes hit the beach of Cobra Island like Normandy, guns ablaze. However, there were lots of BATS on the island. These Battle Android Troopers were armed with swords, and their movements seemed a lot more fluid, like a normal person. They also seemed well versed in the art of swordplay, as demonstrated by the showing they made as they moved. They also started firing lasers from their optical units, a la Cyclops. Not just that, but they were also able to dodge attacks now, which made life difficult for the mutants.

"Brilliant! Just brilliant!" Hawk grumbled. "Airtight, this is all your fault!"

"Oh stop!" Airtight whined. "I'm already heavily burdened by the fact that my creation's modifications are being used for world domination instead of world peace."

"Airtight, will you get with it? We need help here, you twit!" Roadblock snapped, pitching a grenade.

**Inside ****Cobra****Island******

"It sure is dark in here." Paul noted. The room the Misfits walked into was pitch black. "_Spoooooooooooookyyyyyyyyyy__._"

"Paul, cut that out!" Pietro whined.

"Stop it, Paul. Petey might run away screaming like the baby he is." Wanda snickered.

"I AM _NOT_ A BABY!!!" Pietro screamed. A panel closed them off from the outside, cutting off their only light source.

"**AAAAAAAAAAAAAAHHHHHHHHHHHH!!!!!!!!!**" The Misfits screamed.

"I hate the dark!" Pietro whined loudly.

"Baby." Lance snickered.

"I AM NOT A BABY!!!"

"Allow me to turn on the light." A voice with a thick Japanese accent said. Overhead lights activated, revealing the Misfits to be in an amphitheater-type room. The floor was a huge gray circle with the Cobra insignia, with raised walls and stands. Virus sat on a front-row seat, enjoying the action. Standing on the floor near him was the Silver Samurai.

"Harada." Althea growled.

"You do not deserve to be called a samurai." Xi said intensly. Harada laughed.

"What do you care, lizard?"

"Man, this is boring! Start the fight already!" Virus snapped, holding the Samurai-Tron's controller.

"Who's that idiot?" Lance pointed at Virus.

"My name's Virus, and this is my Samurai-Tron!" Virus pressed a button on his seat. A door opened up and the Samurai-Tron walked out. Virus's eyes passed Althea and they stopped at her. For a moment, he was bedazzled by her beauty.

"Hand over the controller, Virus!" Althea snapped.

"I'll give it back if you give me a kiss, Mermaid." Virus licked his lips.

"Keep dreaming, buddy! I'm already steady!" Althea hollered back.

"This is stupid." Harada groaned. Craig let out a roar and charged towards Virus.

"Darkstar no!" Lance cried out. Craig jumped up. The Samurai-Tron leapt up and intercepted the former gang member. The robotic samurai grabbed Craig by the throat and landed on its feet like a cat. Craig struggled for breath, cursing and smacking the Samurai-Tron's arm with his nightstick. The other Misfits tried to rescue Craig, but Harada used lightning from his katana to block their path.

"Take one step, and I snap the hired muscle's neck." Virus smirked. Todd spat some acid, hitting Virus's hands and the controller. "AAAAAGH!!!!!" The acid spit paralyzed the Dreadnok's hands, and ate the controller. The Samurai-Tron deactivated, releasing Darkstar. Harada picked him up and threw him to the side.

"Foolish child. Lets his temper do the thinking."

"YOU BLOODY PUNKS!!!!" Virus screamed.

"Serves you right." Wanda said.

"Why did I get involved in this?" Harada groaned. Virus laughed.

"I guess it's time to show you goody-two-shoes why they call me Virus." Virus grinned. The teen Dreadnok glowed green, and his body turned into a black shadow covered in green binary coding. Harada and the Misfits looked on in shock.

"You're a mutant!" Lance pointed out the obvious. The shadow leapt into the Samurai-Tron, and it activated.

"You are incredibly talented when it comes to stating the obvious, Mullet Boy. And _this_ is why I am called Virus." The Samurai-Tron spoke in a more mechanized version of Virus's voice. "I have the power to possess machinery and make it do what I want. I can read the programming of a device and use it to my whim." Virus turned to Harada. "You didn't like the machine, but how do you like the Samurai-Tron now that a human is in control?"

"Much better." Harada nodded. The two samurai turned to the Misfits.

"Time to party." Virus cackled.

Virus and the Silver Samurai vs. the Misfits! With Craig out of action for a while, can the Misfits defeat the two mutant warriors? Can GI Joe and the X-Men rescue them? Find out in the next chapter of Airtight's Creation!  


	6. Fightin' to the left! Fightin' to the ri...

**Airtight's Creation, Special Edition!**

**A/N: The Dreadnok named Virus is my own character. If you want to use him, just ask. **

**Disclaimer:** **"Why do these guys always want to do it the hard way?"**

Chapter 6: Fightin' to the left! Fightin' to the right!

**The Cobra Amphitheater**

"Craig!" Paul yelled as his twin hit the arena floor with a grunt.

"Aw, whadda matter, did Hawada bweak your bwother?" Virus mocked. Harada glared at Virus as Paul ran to check on Craig.

"One good thing about that machine was that it made no terrible attempts at comedy." Silver Samurai grumbled.

"Oh shut up, you bloody pillock!" Virus snapped. Paul quickly shook Craig.

"Bro! Bro! Wake up!" Paul cried.

"Ugh…" Craig moaned. "You idiot…Get off your butt and get him…" Todd and Althea readied their staffs. Wanda powered up a hexbolt.

**Inside ****Cobra****Island******

"Man, there's so many of them!" Lionheart moaned. She was slashing BATS left and right with blue energy claws grown from her fingertips. "Do these bloody things regenerate or something?"

"Don't ask me, sis." Bulldog pitched two BATS into another group of the robot soldiers. "All I know is we got to get to those nutty kids!"

"I agree." Lionheart panted, downing one with a kick. "A friend of mine should keep them distracted." The Englishwoman concentrated, and a panther attacked several BATS in response. The two Joes ran into the island and found a "back door" as well as a downed helicopter. Lionheart examined it.

"The kids took this one."

"How can you tell?" Bulldog crossed his arms. A smirking Lionheart pointed at the wreckage.

"Only the kids could create a crash this bloody spectacular." The Englishwoman responded. Bulldog looked at the entryway.

"They must've gone this way. We'd better hurry. They might need our help." Bulldog and Lionheart ran in, hoping to rescue the teen heroes. "Those kids remind me of Uncle Benjamin."

"I remember Uncle Benjamin." Lionheart laughed. "He was nuts. Bloody crazy, he was. Claimed he invented a way to fish from a cloud, he did." 

**The Cobra Amphitheater**

"HA!" Blob charged the Silver Samurai into a shoulder tackle, causing the Japanese mutant to fly into a wall. Virus leaped up and grabbed Blob in a hard headlock. Paul pulled Craig to a corner while Lance used a couple tremors to keep Harada down. Wanda pitched hexbolts left and right, trying to get Virus off Blob. Fred easily threw Virus off, and the Dreadnok, who was possessing the Samurai-Tron, went to engage Toad.

"Ha! There they are!" Road Pig, Torch, Buzzer, Ripper and Monkeywrench ran in, weapons drawn. **(A/N: Okay, if I screw up with weapons here, forgive me. I tend to get my Dreadnok Weapons confused.)** Road Pig had a chain with his cinderblock hammer on his belt, Torch had his flamethrower, Buzzer had his chainsaw, Ripper had his laser rifle with the bayonet attached, and Monkeywrench carried a grenade launcher.

"Aw man, as if things couldn't get any worse." Pietro moaned.

"Or any stupider." Xi growled.

"Try this on, foul knaves!" Road Pig spun his chain around over his head. "Yeah, what he said!" He threw the chain at the Scarlet Witch. Wanda fired a hex-bolt at it, making it wrap around her left wrist and fist. She gave Road Pig a hard left hook.

"Brilliant. Just brilliant." Paul moaned. Torch readied his flamethrower.

"Time to fry, Starboy!" Torch cackled. Paul barely dodged it in time.

_Man, I wish my old friend John was here…_ Paul thought. _He could send those flames right back at this loony guy!_

"WHOO-HOO-HAHAHAHAHAHA!!!!" Monkeywrench fired the grenades at Pietro, causing explosions to happen all over the place.

"Careful you bloody retard!" Virus snapped at Monkeywrench as his katana blocked a strike from Althea's staff. Althea was covering Todd while he went to face Harada. "You could cause the whole bloody place to cave in!"

"Give me a break!" Monkeywrench snapped.

"Bloody humans, can't do a bloody thing right." Virus grumbled.

"Hold still, shrimp!" Ripper fired at Pietro repeatedly.

"Make me, Rippy!" Pietro easily dodged the blasts. He kicked the rifle out of Ripper's hands, caught it, and smacked the Dreadnok with the butt.

"Hold still, fat boy!" Buzzer swiped and slashed with his chainsaw. Blob kept dodging with a smirk.

"You tried this before. Last time you did this, that thing broke on contact with me."

"Can't break adamantium, mate!" Buzzer yelled. Blob grabbed Buzzer's arm and squeezed.

"True, but you can't break me, either." Blob grinned evilly. "And one of my favorite things to do is to break things. Especially Dreadnoks." Buzzer gulped.

"Mommy…"

**Inside ****Cobra****Island******

"Bloody robots!" Lionheart growled as more BATS intercepted her and Bulldog in a hall. "I hate these things!"

"I dunno." Bulldog used his strength to smash a couple BATS into a wall. "They're kinda fun to bash up."

"You would say that." Lionheart groaned, slicing a couple BATS with her laser claws. "We can't waste time!"

"Don't worry about it. We'll make it." Bulldog chokeslammed a BAT.

"I hope so." Lionheart sliced a BAT's head off.

**The Cobra Amphitheater**

"Come here and die, you stupid frog!" Silver Samurai sliced his flaming sword at Toad. The toad-like teen also was dodging streams of flame from the katana.

**_Man_**_, I wish John was here._ Toad thought. He spit acid at the Silver Samurai, but it seemed to not damage the armor Harada wore. "What is that armor made of?"

"One of my secrets." Harada laughed, throwing a punch. Toad blocked and threw a kick, which Harada ducked. Meanwhile, Virus and Wavedancer were battling.

"I'm surprised you weren't swayed by my charms." Virus laughed, blocking a staff strike from Althea.

"I tend to get rather turned off by guys who can possess machines." Althea quipped.

"And you like amphibians?" Virus growled. "They are such filthy useless unintelligent creatures." Althea angrily dropkicked Virus. Paul and Torch overheard.

"A Dreadnok that can say a word that has more than two syllables. It's a miracle." Paul snickered.

"What's an amphibian?" Torch asked the LA mutant.

"You!" Craig yelled loudly.

"Why you little…" Torch advanced towards the recovering Darkstar, but Starchild took the red-haired Dreadnok down with a sweep kick.

"Hey, that ain't bloody fair, mate!"

**Cobra****Island**

The Joes and the X-Men were still stalemated in the battle against the modified BATS. The androids seemed to have gotten a bit smarter.

"Remind me to beat Airtight into a bloody, broken pulp when we get back." Cover Girl blasted a BAT.

"No problem. I want to blast him right where it hurts, too." Cyclops grumbled, firing his optic blasts.

"Hang on Paul honey, Tabby's coming!" Tabitha ran by, pitching bombs left and right. In the distance, Ray screamed.

"I **HATE** THAT STARCHILD!!!!!!"

"Poor Paul. Against the Dreadnoks. I hope he'll be okay." Jean hoped as she smashed a couple BATS with a TK blast.

"Razzum Frazzum Starr…" Cyclops grumbled. "I hate that Hollywood swinger." Scott's face turned red and he started grumbling and growling. He then noticed something. He saw all the BATS had Paul's face. "RAAAAAAAAAAAAGH!!!!! STAY AWAY FROM JEAN, YOU STAR-FACED GOOD-FOR-NOTHING WOMANIZER!!!!!!!!!!" Scott started tearing the BATS apart with his bare hands. Kurt appeared next to a shocked Cover Girl. She had a look of morbid fascination.

"Man, Scott needs a vacation." Kurt watched the carnage.

"He thinks they all look like Paul." Cover Girl explained.

"Scott definitely needs a vacation." Kurt shook his head. "Scott, zey do not look like…" Kurt started to call, but backed away slowly when Scott turned to him. He looked like a rabid animal ready to tear apart anything that came within two centimeters of him. Not to mention all the drooling and snarling he did. "Never mind."

"Let's leave." Cover Girl and Nightcrawler backed away slowly. "Not too fast, Kurt. Don't want to provoke him."

**Inside ****Cobra****Island******

"So long, suckers!" Bulldog kicked the head off a BAT. "Man, I feel like I'm in the bloody Royal Rumble!"

"You're telling me!" Lionheart snapped, slashing a BAT's arm off. "Where do these guys keep coming from?" Bulldog heard a loud scream.

"It's Miss Munroe!" Bulldog ran back the way he came.

"Where are you going, you dope?" Lionheart snapped.

"Miss Munroe is in danger!" Bulldog yelled as he ran back.

"Bloody lovestruck idiot." Lionheart shook her head.

**The Cobra Amphitheater**

"YAH!!!" Harada fired a downward slash with his fiery katana, but Todd blocked with his staff, then took down the samurai with a sweep kick. Todd pointed the staff dangerously close to his neck.

"Give up, yo?" Todd panted. Harada smirked.

"Only when you kill me." Harada hit Todd with a hard right, then flipped back to his feet as Toad recovered. The flames on his katana disappeared, and it started glowing a light blue. Harada slashed, and Todd blocked, only to get his staff frozen!

"HELLLLLP!!!!!!" Ripper screamed, being chased by the Blob.

"Come back here and get your bones broken!" Fred hollered.

"Yipe!" Paul cut a square of the floor out with his eye laser and used it as a shield against Torch's fire assault.

"Quit hiding, you little Hollywood wuss!" Torch cackled. Paul fired his laser back.

"Make me, you Hell's Angels reject!" Paul replied. "Guys, help me!" Craig managed to get to his feet, and snuck up behind Torch. The ex-gang member pulled out his nightstick and smacked Torch upside the head. "Thanks, bro." Paul panted. Craig grunted.

"Just shut up and help the others." Craig grumbled. He and Paul ran towards Ripper, who was trying to flee from Fred. They passed by the knocked-out bodies of Lance and Xi. They got knocked out of action during the battle. The Starr Brothers intercepted Ripper and took him down with a double tackle. The sounds of slicing and scratching flew all over the arena. 

"What?" All the Misfits and Dreadnoks stopped fighting. The door suddenly had slash marks all over them. The slash marks increased in number until the door was almost completely slashed off. The remaining parts of the door were kicked in. Lionheart walked in.

"Whoo-hoo!" Paul cheered. "I knew that we'd get help!"

"So, the Joes have a new Sheila, aye?" Torch grinned evilly. Lionheart just stood there with a smirk on her face. She crossed her arms.

"C'mon, boys. Come and get some." Lionheart gave an evil grin. The Misfits recognized the grin. It was the grin Lionheart gave before beating the living heck out of her opponent.

"Man, what did I get myself into?" Harada sighed.

"What a babe." Virus observed.

**Cobra****Island******

The Joes and the X-Men watched as Scott tore up BATS left and right with his bare hands in a fit of insane jealousy.

"DIE DIE DIE DIE!!!!!!!!" Scott cackled insanely as he tore a BAT's arm off and bashed its head in with the appendage. "TAKE THAT PAUL!!!!! HOW DO YA LIKE YOUR HEAD BASHED IN, PAUL?!?!?! WHO DA MAN NOW, PAUL?!?!?!?!?!?!?!? WHAAAAAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!! _WHOOOOOOOO_ HAHAHAHAHAHAHAHAHA!!!!!!!!!!!!!!!!"

"Okay Mr. Crazy Person, can we speak to Scott now?" Bobby started to carefully walk towards Scott, but Roadblock pushed him back.

"Not a good idea, kid. Cyclops has gone off his lid." Roadblock told Iceman.

"No kidding." Jamie agreed.

"WHAHAHAHAHAHAHAHAHAHAHAHA!!!!!!!!!!" Cyclops kicked another BAT.

"And you people say I go nuts when other people take my bear." Beach Head grumbled under his breath.

**Cobra Amphitheater**

"Awww, I thought the Dreadnoks were tougher than this." Lionheart moaned sarcastically. She put one foot on top of the pile of beaten and bruised Dreadnoks.

"My spleeeeeeeeennnnnnnn…" Torch moaned.

"My poor liver…" Road Pig whined.

"My spine…" Monkeywrench whined.

"Ohhhhhh…My aching head…" Lance moaned, shaking the cobwebs out of his head.

"Fred should learn to aim his punches more carefully." Xi came to as well.

"Sorry about that, Xi." Fred waved.

"Ugh." Craig got to his feet. "Now it leaves only two. The two samurai wannabes." The Misfits and Lionheart turned to Virus and Harada.

"Aw man, I'm outta here!" Virus leapt out of the Samurai-Tron into the stands, hi-tailing it as fast as possible.

"I got him!" Pietro got ready to sprint after the Dreadnok, but Lance held him back.

"Later, Maximoff." Lance smirked at the Silver Samurai. "Let the nerd-boy go. We got more important things to worry about."

"Hey Mermaid! I'll be back for you my beloved water angel! And perhaps I'll take the Witch as well." Virus grinned evilly as he ran away.

"LET ME AT 'IM!!!" Todd and Craig yelled as they tried to run after him. Fred held them back.

"Let's take it out on Harada." Fred suggested.

"Good idea." Paul agreed.

"You cannot beat me." Harada growled.

"I'm sure we can." Lionheart smirked.

**Cobra****Island******

"Man, we've got to get to the kids!" Roadblock and the others continued fighting. Ten minutes had passed, then they saw something that was hopeful. Pietro sped to one of the amphibious vehicles, Samurai-Tron over his shoulder. The other Misfits and Lionheart soon followed.

"Okay! Let's get out of here!" Hawk ordered. The Joes and the mutants hi-tailed it off the island.

**Inside ****Cobra****Island******

Virus watched the Misfits leave the island under heavy fire. He observed them leave through a window. He had a rather psychotic gleam in his eye.

"Soon, Mermaid. Soon you will be mine."

**The Pit**

The Misfits, the X-Men, and the Joes arrived back home in the Pit.

"Hey Airtight, sorry we had to bust up the Samurai-Tron." Paul apologized to the Joe. "And sorry we had to destroy the remote." Airtight smiled.

"No apologies needed, kid. You guys did what you had to do." Airtight grinned. "Besides, I think I need to put my plans for the Samurai-Tron as guards on hold for a while. Cobra will try to get them back. And since now they have modified their BATS with help from this thing, I don't think it'll be a good idea to keep it around in sight."

"Yeah, I guess." Paul shrugged. Lady Jaye walked up to Starchild.

"Hey Starr, Hawk wants to see you in his office." The spear-throwing Joe tussled Paul's wild black hair. "Hope you don't get too much KP."

"So do I, LJ. So do I." Paul walked off. Meanwhile, the X-Boys were waiting for Paul to pass. They rigged a big bow with a large arrow, ready to fire.

"This better work, Scott." Ray groaned.

"It will! Trust me!" Scott snapped.

"Here he comes!" Colossus pointed. They quickly wheeled the bow to somewhere hidden, but where they could hit Paul at the same time.

"Dis'll be good!" Gambit snickered. "Paul Starr gonna be Swiss cheese." Scott aimed the arrow right at Paul's ribs.

"Fire!" Scott grinned manically. The arrow fired, but it must have been mistimed. The arrow sped by, behind a completely oblivious Paul. The X-Boys threw tantrums. Meanwhile, the arrow sped towards Beach Head.

"Yipe!" The Ranger ducked just in time, the arrow hitting the wall. He got furious when he noticed that on the arrow's way, it nearly impaled Sgt. Snuffles. His eyes turned bright red.

"ALRIGHT!!! WHO IS THE WISEGUY!!!! YOU WILL **DIE**, BUDDY!!!!" Beach Head saw the tantrum-throwing X-Boys near the bow. "I SHOULD'VE KNOWN!!! YOU PUNKS ARE GONNA GET IT!!!!" Beach Head raced towards the X-Boys, who noticed and turned ghastly white.

"RUN AWAY!!!!" Peter screamed. The four mutants ran away, Beach Head after them.

**Hawk's Office**

"What you kids did was foolish and completely without thought." Hawk said to the Misfits as he paced up and down his office, looking at the Misfits.

"We made it okay." Paul pointed out.

"You all risked your lives unnecessarily."

"None of us are dead. Lifeline was concerned Craig had a concussion, but he turned out fine." Wanda shrugged. Craig blushed.

"Wanda…" Craig moaned.

"You all acted completely out of line."

"It's what we do." Pietro grinned.

"Nothing new for us, General." Xi replied calmly.

"But, I have to admit. I am rather proud of you Misfits." Hawk smiled. "That's why I'm letting you off. This time."

"Time to hug Hawk!" Paul grinned. The Misfits caught Hawk in a group hug.

"Man, you kids are completely crazy, but I'd have it no other way."

Hope you liked this story! Thanks to all who read and reviewed this! This is L1701E, hoping to see you again!


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